The Avengers and the X-Men
by applepals
Summary: A new Infinity Stone, the Annulus, has been collected by S.H.I.E.L.D. Magneto sees it as a chance to destroy all non-mutants, so he gets Mystique to steal it and bring it to him. Nick Fury sends the Avengers to stop him at the same time Professor X sends the X-Men to stop him. The X-Men and Avengers will fight with and against each other, but in the end, they must defeat Magneto.
1. Chapter 1

**The Avengers and the X-Men**

**Chapter 1: The Annulus**

**Disclaimer: I do not own the X-Men or the Avengers. Marvel and Fox own them.**

**Starring (If this was a movie): Hugh Jackman, Robert Downey Jr., Jennifer Lawrence, Scarlett Johansson, Sir Patrick Stewart, Mark Ruffalo, Chris Evans**

**Also: This story takes place in the Marvel CINEMATIC Universe. This story is supposed to take place present-day, and the events in **_**Avengers: Age of Ultron**_** and **_**X-Men: Days of Future Past**_** have not happened yet, so Pietro and Wanda Maximoff (Quicksilver and Scarlet Witch) will not appear. Instead, the Black Panther will join in. As for the X-Men: Mystique is still going to be on Magneto's side as well as Azazel, Toad, and Sabretooth. Apparently, Azazel was killed in an off-screen thing, but he will be reincarnated for this. The Annulus is another Infinity Stone. It is the Reality Gem. If you think I should do something different, just comment! Please don't be too harsh. So I'll shut up now… Enjoy!**

**Atacama Desert, Chile**

The Tokyo Observatory in Chile was having a normal night. Stars and planets and the occasional airplane obstructing their vision. But scientist Geraldine Ford noticed something.

"Um, excuse me," she said to the director, "but I just spotted a small meteor, no bigger than a yoga ball, going very, very quickly through the atmosphere. And it seems it isn't burning up. It looks as though it is being shielded by some sort of orange energy."

"Where is it going?"

"It seems to be going to…" she typed at her computer, "a small island off the coast of Argentina."

Within the next hour, the meteor crashed into the island and created ten times more damage than a normal meteor of its size would have. Not only did it completely destroy the island and create a series of whirlpools, but it made a an earthquake and several tsunamis hit the shore of Argentina.

Geraldine was sent to S.H.I.E.L.D. to talk about the meteor and find out if it had any sort of extraterrestrial origins. There, Nick Fury sent people to collect the meteor, but all that was left was an orange cylinder. When it was taken back, they found out what it was capable of: it could do the impossible. It, if it made contact with something, could make them capable of flight, teleportation, and other things, as well as making others die instantly, but only as long as they are holding it. It was dubbed the Annulus and was locked up in the basement of S.H.I. ., where it was experimented on. It seemed to have a life of its own, and it killed several people. It was deemed dangerous and more security was put on it.

**An Unknown Location**

Magneto and Mystique walked down the hallway in their secret Brotherhood of Mutants HQ.

"Mystique, I need you to do something for me." said Magneto when they got to his office.

"What? Does it have to do with the X-Men?"

"Yes and no," he said, "I need you to go into S.H.I.E.L.D. and steal the Annulus. It is a weapon that we can use to destroy the humans once and for all."

After giving Raven Darkhölm all of the details, he got a helicopter to drop her off in NYC. She was only equipped with a Bluetooth that she could use to communicate with Magneto.

**S.H.I.E.L.D. HQ, NYC**

As Mystique walked towards the HQ, she quickly transformed into Natasha Romanoff. She got inside and quickly made it into the elevator, along with a man.

"Hello Natasha Romanova and Clint Barton. Where will you be headed today?" asked the electronic voice.

"I'm going to the basement." said Clint.

"Um… me too." said Raven.

"So Natasha, what have you been up to?"

"Oh… you know… the usual. Just missions and stuff." Raven thought about what Magneto told her about Natasha.

"Clint Barton," said Magneto through the Bluetooth, "also known as Hawkeye. He has extremely good eyesight and aim. He is also good in martial arts and shoots arrows that explode."

The elevator stopped and the door opened.

"So are you going to go see the Annulus too?" he asked.

"Yeah," said Mystique, "Director Fury wants my to assess its power."

They got to a large, metal sphere. Clint pressed a code into the keypad and then got his eye scanned. The metal moved away and so did a thick layer of bulletproof glass. There it was. The Annulus was gleaming in the artificial light of the room.

Behind Clint, Mystique slowly transformed into her real self. Clint turned around, only to be punched in the face. After Clint recovered, he was shocked to see a red-haired, yellowed-eyed, blue-skinned person in front of him, who looked like that girl who played Katniss.

Mystique brutally attacked him, and she was obviously a better fighter than him, because he was taken down in seconds. Sirens went off and she heard tons of S.H.I.E.L.D. agents running down a nearby flight of stairs to get to her. She grabbed the Annulus just in time to see Maria Hill followed by twenty other agents come down and shoot at her.

The Annulus really was incredible. Each bullet went through her as if she was not even there. She started to run, and ran straight through the wall. Then, remembering what Magneto told her, she just thought the word _teleport to HQ_ and before she could even think, she was there. Confused, she looked around and saw Magneto.

"Hey… I got it." she said, handing the cylinder to him.

"That is very good, Mystique."

"Thanks. But Erik,"

"We will need to worry about a lot more than the X-Men trying to take this away from us." said Mystique.

"Why is that?" asked Magneto.

"Because those S.H.I.E.L.D. agents sure looked pissed when I grabbed that thing." she responded.


	2. Chapter 2

**The Avengers and the X-Men**

**Chapter 2: Enter the X-Men**

**Note: Okay, so I realized that they are kind of in a rush to get the Annulus, so I am taking out Thor and Hulk (sorry Thor and Hulk lovers, but it really doesn't make sense trying to fly somebody over to India or contact somebody who is in Asgard.) So, instead (and in addition to Black Panther), I am adding in SPIDER-MAN! Also the Angel from **_**X-Men**_** that I am putting in is not Angel Sanchez but the blonde guy with the giant wings.**

**Xavier's School for Higher Learning, North Salem, NY**

Xavier sat still in his office. He knew all about the Annulus, all about what Magneto and Mystique did. He just had to think about what to do. Finally, he decided. He would send in a new group of X-Men. Not completely new people, but some that he has sent out more rarely than some others. He would send in five: Wolverine, Storm, Angel, Nightcrawler, and Shadowcat.

He quickly gathered the team, and told them their instructions: They were to go to Magneto's HQ and steal the Annulus. After stealing the Annulus, they were to deliver it to S.H.I.E.L.D.

The HQ was in South Mountain Reservation in New Jersey, only 20 minutes away from New York City. The large building looked out of place in the large amount of trees, although only a few miles away were houses. The X-Men were dropped off about a mile from the house.

**S.H.I.E.L.D. HQ, NYC**

Nick Fury assembled the Avengers that were available: Iron Man, Black Widow, Hawkeye, and Captain America. They realized that they didn't have enough people.

"So who should we call in?" asked Steve Rogers.  
"What about that 'Defender of New York' guy? What does he call himself? Black Panther?" suggested Romanoff.

"T'Challa is pretty shady. I'm not sure we would be able to find him in time." said Fury.

"I'll find him. I guarantee I'll have him by 12:00 today. Who else do we need?" Stark said.

"Well I was thinking of Spider-Man. He always swings by the HQ and I recently found out that he was interested in joining S.H.I.E.L.D." said Fury.

And in only a few hours, Spider-Man and Black Panther were in HQ and officially joined the Avengers. T'Challa's costume was a black, skin-tight body suit with black boots and clawed gloves. It also had useless tail hanging down past his knees made of the same material as the rest of it. He also had a hood that he occasionally pulled up over his face. It had pointy triangular bumps on it, which look a bit like ears. It also had yellow see-through circles over his eyes.

The team was sent to the South Mountain Reservation 5 minutes after the X-Men arrived.

**SOUTH MOUNTAIN RESERVATION, WEST ORANGE, NJ**

Black Widow slowly crept through the shadows of the Brotherhood of Mutants' HQ. She knew somebody was up ahead of her, but she didn't now who. She jumped over them, kicked them in the head and pined them to the floor, only to realize minutes later that it was actually Hawkeye.

"Clint, you scared me… where is your bow and arrows?" she asked.

"They were stolen by a mutant." he said.

They started walking together and Romanoff sensed something wrong. She turned around, and slowly what she thought was Clint Barton transformed into a naked blue girl… Mystique.

"Mystique… aren't you a good actress…" said Romanoff.

"Thanks… you know Natasha, I know you want the Annulus, but it really just isn't happening." she responded.

With that, Natasha sprung at Raven, but she dodged the attack. They fought for a few seconds, but Romanoff inevitably won. She knocked out Darkhölm and started back down the hallway.

Meanwhile, Wolverine snuck down the hallway, searching for the Annulus. He reached the corner, and right as he peaked over the side… BANG! A shield hit him in the forehead. As he recovered from the blow, a man in a blue costume jumped out from the corner and recovered the shield. That man was Steve Rogers. Wolverine's claws shot from his hands as he threw himself at the man, thinking he was one of Magneto's new minions. His claws hit the shield and the vibration from the collision went into his body. He tried to hit Cap with his claws again, but it didn't work, as the man was very fast about moving his shield. Cap kicked him in the leg and flipped him, finishing him off by banging his shield into the man's head.

Romanoff walked down the hall and soon met another person. She automatically attacked. The woman was Storm. She slammed her into the wall and threw her onto the ground. Storm's eyes turned foggy as lightning struck the building the lights flickered and a strong wind broke the glass as lightning flew into the building. Romanoff sprung to the ground and the lights above her fell on top of her. Storm got up and walked away.

Iron Man, who was hit by a few strikes of lightning himself, circled the building. He saw another flying figure not too far away.

"Hey… you one of those mutants?" he asked sarcastically to Angel.

"Yeah." he answered.

"Well, in that case, I was given careful instructions to do this…" Iron Man slammed into Angel, and the two flew into the side of the building. Angel was not severely injured, but he was confused. Angel got free from Iron Man's grip just in time to see Sabretooth. Sabretooth threw Angel out the window; Iron Man became confused. Sabretooth charged Stark and pushed him into the wall. Iron Man rammed into his stomach and Sabretooth gagged.

Clint Barton walked stealthily down the hallway in search of the room that could hold the Annulus. He started down a staircase when a girl who was no older than 20 flew through the wall and landed on her back and started to slide down the stairs.

"Oh my gosh! Are you okay? How did you go _through _the…" A man breaking through the wall cut him off. The girl was Shadowcat and the man was Toad.

He loaded an arrow and shot it at him, but his long tongue knocked it away. Kitty Pryde got up and charged Toad, who rammed into her. Clint flew down the stairs and hit Toad with his bow. Kitty slowly sunk into the ground. Toad jumped gracefully down the stairs looking to find her. Clint followed and found the girl tending to a wound on her leg hidden under the staircase. He walked to her.

"Do you need help?" he asked.

"Yeah… I can't really walk. Toad really hurt me." she said.

"I'm Clint… aka Hawkeye." he said as he held out his hand.

"I'm Kitty… aka Shadowcat." she mimicked as she shook his hand. He helped her up, just as Toad made a reappearance. Hawkeye shot a few arrows at him, to no avail; Toad used his tongue to slap the pair until they couldn't take it anymore. He then beat the two until they fell onto the ground.

Black Panther crept through the shadows, searching for the Annulus. Suddenly, Spider-Man crashed through the nearest window with a demonic-looking man on his back. The man, Azazel, raised his tail to impale Spidey, but Black Panther tackled him. Azazel drew a large knife and swung it at the Panther, who ducked and kicked the man. Spider-Man kicked Azazel, who brutally beat him. Suddenly, Nightcrawler teleported on Azazel's back and started to bit his neck. The two wrestled for minutes until Spider-Man tackled Nightcrawler and the two started to fight. After minutes of fighting, Panther threw Azazel out of the window and Spider-Man knocked out Nightcrawler, although he was badly bruised himself. While they were fighting, Nightcrawler yelled out things like "… he abandoned me…" and "…he is evil…" to Azazel. That's when the helicopters arrived. Not only did they pick up the Avengers, but the X-Men also. In the helicopter, it was revealed that Magneto escaped with the Annulus and all but one of his minions, Azazel, but it was assumed Azazel would teleport to him later.

**Xavier's School for Higher Learning, North Salem, NY**

Steve Rogers awoke in a large bed. The room was large also, and there were also some other beds, but they were empty. Steve got up. He was in a plain shirt and pants. He found a note that said to go to the common area after waking up. He went downstairs, and saw all the Avengers accompanied by the mutants he had seen that night were there. Nick Fury and some bald guy were in the center.

"Okay, now that everybody is here, we have an issue to address." said Prof. X.

"Yes," said Nick Fury, "okay, we sent both the X-Men and Avengers to retrieve the Annulus at the same time… bad move. We had no idea the other were doing the same as we were! So, you guys must work together now. I know you just attempted to destroy each other, but its kind of important."

"Also," said X, "we recently found out that HYDRA, an international terrorist organization that some of you are familiar with, has found out about the Annulus and wants to get it."

In that room, nearly everybody had injuries. Storm had minor cuts and bruises, in contrast to Romanoff, whose arms were covered in bandages and small cuts were covered on her face. Cap and Stark were fine, and Angel had a twisted wrist. Kitty Pryde had a cast on her left leg and Clint Barton had bandage on his jaw. Logan had a concussion along with a red mark on his forehead from Cap's shield. Nightcrawler also had a concussion. Spider-Man's entire right arm had bite marks, bruises, cuts, and scratches from Nightcrawler. Finally, Black Panther had a cut across his right shoulder. Although they had destroyed each other, they would now have to work together.


End file.
